SAMPLE REAL ESTATE MORTGAGE

This Mortgage, duly executed and delivered at of September 2012 , by and between:

Peñablanca, Cagayan

this 29th day

 __Pedro Penduco and Petra Penduco__, all of legal age, Filipino citizens and residents of  _Tomato  _Tomato Homes Subdivision, Camasi, Peñablanca, Cagayan __, hereinafter called the Mortgagor. - in favor of RADIOWEALTH RADIOWEALTH FINANCE FINANCE COMPANY, COMPANY, INC. a financi financing ng corpo corporati ration on duly duly orga organiz nized ed and exis existi ting ng unde underr and by virtu virtuee of the laws laws of the Repu Republ blic ic of the Philippines, with principal office at 7 th & 8th Floors DMG Center, Calbayog cor. Libertad Streets, Mandaluyong City represented in this act by its Branch Manager, Rufino M. Marcos, hereinafter called the Mortgagee. WITNESSETH: That –  WHEREAS, under the terms and conditions of the Loan Agreement dated September 29, 2012 _   between  between Pedro Penduco Penduco and Petra Penduco and RADIOW RADIOWEALT EALTH H FINANC FINANCE E CO., INC. the Mortgagee Mortgagee has agreed agreed to extend extend to the Borrowe Borrowerr financial financial accommoda accommodation/s tion/s,, evidence evidenced d by promissory promissory note/s and/or other evidences of debt of the Borrower (the “Notes”) in the amount of  ONE HUNDRED SIXTY FIVE THOUSAND ONE HUNDRED SIXTY PESOS : 165,160.00_ , Philippine Currency, which Agreement is incorporated herein by reference ; WHEREAS, the Mortgagee has agreed to extend the financial accommodation on condition, among others, that this Mortgage covering the Mortgaged Properties set forth in Section 2 hereof shall be duly executed, delivered and complied with by the Mortgagors in favor of the Mortgagee to secure, under  the terms and conditions set forth herein, the Secured Obligations referred to in Section 1 hereof; NOW, THEREFORE THEREFORE, for and in consideration of the foregoing premises and in order to secure the due and full payment and performance of the Secured Obligations, the Mortgagors, hereby transfer, convey and encumber, in favor of the Mortgagee, all of the Mortgagor’s right, title and interests in and to the Mortgaged Properties under the terms and conditions below set forth or referred to.

Section 1. Secured Obligations. – The obligations secured by this Mortgage are the following: a) All the obligations of the Borrowers Borrowers and/or the Mortgagors under: (i) the Notes, and/or other  Agreement/s and this Mortgage; (ii) any and all instruments or documents issued upon the renewal, extension, amendment or novation of the Notes, the Agreement and this Mortgage, irrespective of whether  such such oblig obligati ations ons as renew renewed, ed, extended extended,, amended amended or novate novated d are in the nature of new, separate separate or  additional obligations; and (iii) any and all instruments or documents issued pursuant to the Notes, the Agreement and this Mortgage;  b) All other obligations of the borrowers or the Mortgagors in favor of the Mortgagee, whether   presently owing or hereinafter incurred and whether or not arising from or connected with the Agreement, the Notes and/or this Mortgage; and c) Any and and all expenses expenses which which may be incurred incurred in collection collection any and all of the above above and in enforcing any and all rights, powers and remedies of the Mortgagee under this Mortgage. Section 2. Mortgage Properties . – The properties mortgage herein is the property set forth and  particularly described and located as indicated at the back hereof and/or in the List of Mortgaged Properties attached to form an integral part hereof as Annex “A”, all improvements now and hereafter  existing thereon, all replacements, substitutions, increases and accretions thereto, whether or not covered  by a separate list or supplemental mortgage and whether or not separately registered, and all additional  properties or collateral hereafter mortgaged or deemed mortgaged under the terms hereof as provided in Section 3 hereof. Section 3. Required Required Collateral Collateral Value. – For as long as any or all Secured Obligations remain outstanding, the aggregate appraised value of all Mortgaged Property shall, at all times, be equal to the required collateral value. If at any time, in the opinion of the Mortgagee, the appraised value of the Mortgaged Property is less than the Required Collateral Value, the Mortgagors shall, upon demand by the Mortgagee, mortgage under the terms and conditions set forth forth or referred to herein, additional properties of sufficient quantity and quality acceptable to the Mortgagee, such that in the reasonable determination of  the Mortgage, Mortgage, the aggregate aggregate appraised appraised value of the Mortgaged Mortgaged Properties Properties (including such additional additional  properties) shall at least be equal to the Required Collateral Value. Such additional properties shall be subject to the terms and conditions of this Mortgage and shall form part of the Mortgaged Properties (as  provided in Section 2 hereof) without need for any other or further act or deed. If deemed necessary by the Mortgagee, however, the Mortgagors shall execute, deliver and register at the Mortgagor’s own expense and in favor of the Mortgagee a supplemental mortgage instrument(s) covering such additional properties.

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The Mortgagors further covenant that, upon demand by the Mortgagee, the Mortgagor’s own expense, do such things and acts necessary to subject to the lien and provision of this Mortgagee any or all such additional properties. Sections 4. When the Mortgagors are in Default . – The Mortgagors are in default within the meaning and contemplation of this Mortgage, without need for notice to or consent of the Mortgagors or  any other act or deed, in case the Borrowers or the Mortgagors are in default under the provisions of the Agreement. Section 5. Effects of Default by Mortgagors . – Default by the Mortgagors within the meaning and contemplation of Section 4 shall, without need for any notice or demand or any act or deed, all of  which are hereby waived, have the same effects and entitle the Mortgagee to exercise the same remedies  provided for in the Agreement, in addition to the following, all of which remedies shall be alternative, concurrent and cumulative, unless prohibited by law: a) The Mortgagee shall have the right to immediately foreclose on this Mortgage in accordance with Section 6 below and shall have rights, powers, and remedies set forth in said Section;  b) The Mortgagee shall have the right to be appointed as receiver without bond, for the Mortgaged Properties, as set forth in Section 7 below; and c) The Mortgagee shall have the right to exercise any and all other rights and remedies available to it under this Mortgage, under other contracts or under present or future laws of the Philippines or  elsewhere. Section 6. Foreclosure. – Foreclosure, as and when it becomes vested as a right of the Mortgagee, shall at its sole discretion, be either judicial or extra-judicial and shall entitle the Mortgagee to the following alternative, concurrent and cumulative rights, powers and remedies, without need for any further act or deed: a) The Mortgagee shall be entitled and is hereby irrevocably appointed attorney-in-fact of  the Mortgagor/s with full power and authority to enter the premises where the Mortgaged Properties are located and to take actual possession and control thereof without need of any order of any court, nor any written permission from the Mortgagor/s, and with special power to sell the Mortgaged Properties, at a  public or private sale, at the option of the Mortgagee. In any such case and until the Secured Obligations are fully paid, the Mortgagee is hereby authorized and empowered: (i) to hold and retain possession and control of the Mortgaged Properties; (ii) to operate, administer and manage the same and from time to time make all needful repairs, additions, and improvements on the Mortgaged Properties as may be deemed necessary and proper; (iii) to receive, if any, the rents, revenues, earnings, income, products and  profits thereof, and out of the same, pay all proper costs, liabilities and expenses of so taking, holding, administering and managing the same; and (iv) apply the balance in the manner provided at the back  hereof. b) The Mortgagee shall have the right an d is hereby given by the Mortgagor full power and authority to sell the Mortgaged Properties in its entirety, or in such parcels as the Mortgagee shall determine, at public auction and at such place or places as the Mortgagee may so determine unless otherwise specifically required by law to be held elsewhere. c) The manner and procedure for effecting the sale and redemption of all or any part of the Mortgaged Properties including the giving of notices for such sale, if made extra-judicially, shall be governed by the applicable provisions of Act. No. 3115 as amended by Act. 4118 and other pertinent laws of the Republic of the Philippines. If the sale of all or any part of the Mortgaged Properties is to be effected judicially, the manner and procedure for so doing shall be governed by the applicable provisions of the New Rules of Court and other pertinent laws of the Republic of the Philippines. It is agreed that the Mortgaged Properties may not be redeemed unless all the outstanding amount of the Secured Obligations plus attorney’s fees, cost and other expenses of foreclosure shall have  been fully paid to the Mortgagee. Section 7. Assignment, etc. by the Mortgagee . – The Mortgagee shall have the right, without need for any notice to or consent of the Mortgagor, to negotiate, endorse, sell, assign, renegotiate, reendorse, resell and/or reassign any or all of its rights, title and interest in and to the Agreement, and in and to any and all of the Notes. In any and all such cases, this Mortgage shall remain in full force and effect in favor of the Mortgagee’s assignee’s and/or succesors-in-interest. Section 8. Amendment, Extension, Etc. – The Mortgagor/s shall remain liable to this Mortgage for as long as the Secured Obligations or any portion thereof has not been duly paid and performed and notwithstanding any modification, amendment or novation of the Agreement or any Note and/or any renewal, extensions or grace period, the right to any notice to or consent of the Mortgage is hereby waived. Section 9. Discharge of Mortgage. – The condition of this Mortgage is such that, if the Mortgagor/s, its/his/her/their successors and assigns, shall well and truly perform, or cause to be well and truly performed, all of the Secured Obligations, then this Mortgage shall cease to have force and effect, otherwise, it shall remain in full force and effect.

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Section 10. Other Terms and Conditions. – This Mortgage shall be further subject to the Other  Terms and Conditions appearing at the back hereof. IN WITNESS WHEREOF, the parties have caused these presents to be executed on the date and at the place first above set forth. RADIOWEALTH FINANCE CO., INC. Mortgagee By:

PEDRO T. PENDUCO Mortgagor

RUFINO M. MARCOS Branch Manager  

PETRA A. PENDUCO Mortgagor 

SIGNED IN THE PRESENCE OF: HARISH T. DUMANTAY

FREDDIE A. BALLAD

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES) Tuguegarao City) S.S. BEFORE ME, a Notary Public in and for the above jurisdiction, on this 29 TH day of September  2012, personally appeared:

NAME

RES. CERT. NO.

RADIOWEALTH FINANCE CO., INC. PEDRO T. PENDUCO Cagayan PETRA A. PENDUCO Cagayan

DATE/PLACE OF ISSUE

19155000 23458033

01/23/2012 - Tuguegarao City 09/25/2012 - Peñablanca,

23458034

09/25/2012 - Peñablanca,

all known to me to be the same persons who executed the foregoing Real Estate Mortgage and they acknowledged to me that the Real Estate Mortgage is their own free and voluntary act and deed and that of the Corporations represented herein. This instruments consisting of five (5) pages including this page whereon this Acknowledgment is written and all Annexes and Exhibits hereto have been signed by the parties and their materials witnesses at the space provided above and on the left margin of the first page, and refers to a mortgage of real estate as indicated therein.

WITNESS MY HAND AND NOTARIAL SEAL on the date and at the place first above written.

ATTY. TSHAINE T. MAGGAY Notary Public PTR No. 1234567/01-01-12/Tug. City, Cag. IBP No. 1234567/01-01-12/Tug. City.Cag ROLL No. 12345 until 12-30-12 MCLE No. 12345

Doc. No. 201; Page No. 42; Book No. XV; Series of 2012

OTHER TERMS AND CONDITIONS

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Section 1. Representations and Warranties . – The Mortgagor hereby represents and warrants as follows:

a)

The Mortgagor/s is/are the absolute owner in fee simple and in lawful possession of the Mortgaged Properties free and clear from any and all liens, encumbrances and adverse claims of whatever kind and nature, has full power and authority to mortgage the same under the terms hereof and that there is no legal or contractual impediment which would in any way impair the validity or enforcement of this Mortgage.  b) This Mortgaged and all other documents and deeds related or supplemental hereto have  been authorized by all necessary acts and deeds (including government authorization, in any, is required), and when executed and delivered as contemplated by this Mortgage, will be valid and binding in accordance with their respective terms. Section 2. Covenants of Mortgagor . – As long as any portion of the Secured Obligations remains unpaid, the Mortgagor hereby covenants and undertakes as follows:

a)

The Mortgagor/s will, at the Mortgagor’s expenses and account, warrant and defend the title to all the Mortgaged Properties for the benefit of the Mortgagee.

 b)

The Mortgagor: (i) will promptly pay or provide for the payment and discharge of all taxes, assessments, levies or other governmental charges, if any, on the Mortgaged Properties; (ii) will not, by reason thereof, suffer any lien to be hereafter created upon the Mortgaged Properties or any part thereof; (iii) will pay or provide for the payment and discharge of  statutory liens. The Mortgagor/s will promptly notify the Mortgagee of any levy, assessment or  imposition of any levy or charge, or the filing of any lien on the Mortgaged Properties and will take steps necessary to prevent the Mortgaged Properties or any part hereof from being subjected to the possibility of loss, forfeiture or sale.

The Mortgagor/s hereby assign/s in favor of the Mortgagee all its rights, title and interest over the insurance policy or policies presently covering, as well as those which may hereafter cover, the Mortgaged Properties by way of renewal, addition to, replacement or substitution of existing policy (ies), to the extent of the Mortgagee’s interest in the Mortgaged Properties. Within fifteen (15) days from the date of  execution of this Mortgage, the Mortgagor shall deliver to the Mortgagee the insurance policy(ies) covering the Mortgaged Properties, together with: (i) the insurer’s endorsement providing for a loss  payable clause in favor of the Mortgagee, and (ii) the official receipts evidencing the latest premium  payments on the assigned policies.

c)

Subject to Section 5 below, the Mortgagor/s shall not sell, assign, lease, dispose of, encumber with a second mortgage or otherwise subject to any other lien, the Mortgaged Properties or any part thereof, without the prior written consent of the Mortgagee. Section 3. Right of Mortgagee to Perform Certain Covenants . – upon failure of the Mortgagor/s to keep, observe and perform any or all of the covenants specified in Section 2 (a), (b) & (c), above, the Mortgagee may, in conjunction with or in addition to any other remedy herein provided, perform or cause to be performed said covenants on behalf of the Mortgagor/s. Any amount advanced or expended by the Mortgagee and/or the insurance brokers (for insurance premiums advanced) in performing or securing the performance of said covenants shall, upon billing by the Mortgagee, be immediately reimbursed to it  by the Mortgagor with the interest thereon at the rate of  Twenty Two Point Five Percent (_22.5_%) per  annum computed from the date the advance is made until full payment thereof and shall, together with the interest thereon form part of the Secured Obligations. Section 4. Application of Proceeds. – The Mortgagee shall have the right and is hereby given full  power and authority to apply: (i) all proceeds of foreclosure sale or sales on the Mortgaged Properties; (ii) all other money and property which shall form part of the Mortgaged Properties pursuant to the provisions of this Mortgage, as follows, in the order given: First: To the payment of: (i) all taxes, assessments, governmental charges or liens, if such taxes, assessments, charges or liens are prior to or have priority over the lien of the Mortgagee established in this Mortgage; and (ii) all costs, attorney’s and sheriff’s fees and expenses or liabilities incurred or advances made in connection with this Mortgage or the management or administration of the Mortgaged Properties. Second: To the payment in full of all Secured Obligations, in the following order: i) The Secured Obligations other than the principal of the Notes or the interest, penalties, fees and other charges thereon; ii)

The penalty and other charges provided in the Agreement;

iii)

The interest on the Notes; and

iv)

Legal expenses and/or attorney’s fees, if any;

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v)

The principal of the Notes.

Third: The balance, if any, to the Mortgagor/s. In case the proceeds of any sale made under or by virtue of this Mortgage, shall be insufficient to cover all the Secured Obligation (whether due or not yet due, or still contingent), then and in such event, the Mortgagor/s, shall pay the unsatisfied balance within fifteen (15) working days after such sale. In case the Mortgagor/s fail/s to do so, the Mortgagee shall have a right of action against the Mortgagor/s for the same, with interest thereon as provided in the Note/s, plus reimbursement for all costs, expenses and attorney’s fees that may be expended for the purpose. Section 5. Possession and Use of Mortgaged Properties by the Mortgagor . – So long as the Mortgagor/s is/are not in default and provided the Mortgagee has not given notice to the contrary, the Mortgagor/s shall with respect to the Mortgaged Properties, be permitted: (a) to possess, use and enjoy the Mortgaged Properties; (b) to receive, use and dispose of the income on the Mortgaged Properties; (c) to lease any part of the Mortgaged Properties as may be desirable or advisable in the proper conduct of the  business or in the operation of the Mortgaged Properties by the Mortgagor, provided that: (i) any such lease shall be made subject to termination by the Mortgagee as and when the Mortgagor is in default; (ii) contains a provision to this effect; and (d) to alter and repair any of the Mortgaged Properties by the Mortgagor provided that, in cases of major alterations or repairs, the Mortgagee shall have given its written consent thereto. Section 6. Attorney’s Fees . – Should the Mortgagee or its assigns and/or successors-in-interest hire the services of counsel or file or institute a suit or action to enforce any of its rights hereunder, the Mortgagor/s shall be liable for and pay, and for attorney’s fees, a sum equivalent to ten percent (10%) of  the total amount sought to be recovered, which in no case shall be less than P20,000.00 in addition to all other fees, costs and expenses of collection which it may incur, all of which sums shall be likewise secured  by this Mortgage in the same manner as the Secured Obligations. 4

Section 7. Venue. – The venue of all suits and actions arising out of or in connection with this Mortgage shall be at the place where its Head Office or any of its branches is located, or in the place where any of the Mortgaged Properties is located, at the absolute option of the Mortgagee, the parties hereto waiving any other venue. Section 8. Other Provisions. –  LIST OF MORTGAGED PROPERTY REGISTRY OF DEEDS FOR  Transfer Certificate of Title No. T-214472 A parcel of land (Lot 18, blk. 9 of the subd. plan Psd-030809-052349, being a portion of lot 128, Penablanca Cad. L.R.C. Rec. No.) situated in the Mun. of Peñablanca, Province of Cagayan. Bounded on the SW., along line 1-2 by lot 17; on the NW., along line2-3 by lot 16, both of block 9; on the NE. along line 3-4 by alley 6; on the SE. along line 4-1 by lot 20, Blk. 9 all of the subd. Plan. Beginning at a point marked “1” on plan being S. 61 deg. 35’W., 731.76. from BBM 8, Peñablanca Cad.; thence N. 10 deg. 55’W ., 10.00 m to point 2; thence N. 79 deg. 05’E., 12.00 m to point 3; thence S. 10 deg. 55’E. 10.00 m to point 4; thence S. 79 deg. 05’W., 12.00 m to the point of  beg. containing an area of ONE HUNDRED TWENTY (120) Square Meters. All pts. referred to are indicated on the plan and are marked on the ground by P.S. cyl. conc. mons.; bearings true; date of  the original survey Feb. 1919 – May 1920 and that of the subd. survey June 03-06, 1992 and was approved on July 01, 1992.

Including all existing and future improvements that may be erected therein.

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